EASTMAN KODAK CO

NOTE 1: BASIS OF PRESENTATION AND RECENT ACCOUNTING PRONOUNCEMENTS

BASIS OF PRESENTATION

The consolidated interim financial statements are unaudited, and certain information and footnote disclosures related thereto normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) have been omitted in accordance with the instructions to Form 10-Q and Rule 10-01 of Regulation S-X. In the opinion of management, the accompanying unaudited consolidated interim financial statements reflect all adjustments (consisting of normal recurring adjustments) necessary for a fair statement of the results of operations, financial position and cash flows of Eastman Kodak Company and all companies directly or indirectly controlled, either through majority ownership or otherwise (“Kodak” or the “Company”). The results of operations for the interim periods are not necessarily indicative of the results for the entire fiscal year. These consolidated interim statements should be read in conjunction with the Company’s Annual Report on Form 10-K for the year ended December 31, 2025 (the “2025 Form 10-K”).

RECENTLY ADOPTED ACCOUNTING PRONOUNCEMENTS

No accounting pronouncements were recently adopted by Kodak.

RECENTLY ISSUED ACCOUNTING PRONOUNCEMENTS

In November 2024, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2024-03, Income Statement – Reporting Comprehensive Income – Expense Disaggregation Disclosures (Subtopic 220-40): Disaggregation of Income Statement Expenses. ASU 2024-03 requires public business entities to disclose specified information about certain costs and expenses, including but not limited to purchases of inventory, employee compensation, depreciation, and intangible asset amortization, in a tabular format within the notes to their financial statements, as well as provide additional disclosures related to certain other specified expenses. The ASU may be applied on either a prospective or retrospective basis and is effective for annual reporting periods beginning after December 15, 2026 (January 1, 2027 for Kodak) and interim reporting periods beginning after December 15, 2027 (January 1, 2028 for Kodak). Kodak is currently evaluating the impact of this ASU.

In September 2025, the FASB issued ASU 2025-06, Intangibles—Goodwill and Other— Internal-Use Software (Subtopic 350-40): Targeted Improvements to the Accounting for Internal-Use Software. ASU 2025-06 modernizes the accounting for internal-use software to reflect the evolution of software development to using an incremental and iterative development method. Accordingly, the ASU removes all references in Subtopic 350-40 to prescriptive and sequential software development phases (or “project stages”), and requires an entity to start capitalizing software costs when both (1) management has authorized and committed to funding the software project and (2) it is probable that the project will be completed and the software will be used to perform the function intended. The ASU may be applied using either a prospective, retrospective, or modified transition approach, and is effective for annual reporting periods beginning after December 15, 2027 and interim reporting periods within such annual reporting periods (January 1, 2028 for Kodak). Kodak is currently evaluating the impact of this ASU.

In December 2025, the FASB issued ASU 2025-10, Government Grants (Topic 832). ASU 2025-10 establishes authoritative guidance on the accounting for government grants received by business entities, as GAAP previously did not provide specific authoritative guidance about the recognition, measurement and presentation of government grants. This ASU may be applied using either a retrospective, modified retrospective, or modified prospective approach, and is effective for annual reporting periods beginning after December 15, 2028 and interim reporting periods within such annual reporting periods (January 1, 2029 for Kodak). Kodak is currently evaluating the impact of this ASU.

In April 2026, the FASB issued ASU 2026-01, Equity (Topic 505): Initial Measurement of Paid-in-Kind Dividends on Equity-Classified Preferred Stock. ASU 2026-01 requires that such dividends be initially measured on the basis of the dividend rate stated in the preferred stock agreement. The ASU may be applied on either a prospective or modified retrospective basis, and is effective for annual reporting periods beginning after December 15, 2026 and interim reporting periods within those annual reporting periods (January 1, 2027 for Kodak). Kodak does not expect the guidance to have a material impact on Kodak's consolidated financial statements.

In May 2026, the FASB issued ASU 2026-02, Environmental Credits and Environmental Credit Obligations (Topic 818). ASU 2026-02 establishes specific authoritative guidance on how to recognize and measure environmental credits and the related obligations that result from regulatory compliance programs. Under this guidance, environmental credits will be required to be recognized as either assets or expenses, depending on the probable future use of such credits, while environmental credit obligations will be required to be recognized as liabilities based on events and activities occurring on or before the reporting date. The ASU will be applied on a retrospective basis through a cumulative-effect adjustment to the opening balance of retained earnings as of the beginning of the annual reporting period of adoption, and is effective for annual reporting periods beginning after December 15, 2027 and interim reporting periods within those annual reporting periods (January 1, 2028 for Kodak). Kodak is currently evaluating the impact of this ASU.

NOTE 2: CASH, CASH EQUIVALENTS AND RESTRICTED CASH

The following table provides a reconciliation of cash, cash equivalents and restricted cash reported within the Consolidated Statement of Financial Position that sums to the total of such amounts shown in the Consolidated Statement of Cash Flows:

Restricted cash reported in Other current assets on the Consolidated Statement of Financial Position included $8 million and $9 million as of September 30, 2026 and December 31, 2025, respectively, representing amounts that support hedging activities. Restricted cash reported in Other current assets as of September 30, 2026 also included $8 million of assets held by the Kodak Retirement Income Plan (“KRIP") trust. Refer to Note 15, “Retirement Plans” for additional information.

Restricted cash included $20 million and $25 million as of September 30, 2026 and December 31, 2025, respectively, representing the cash collateral required to be posted by the Company under the Amended and Restated L/C Facility Agreement. In addition, restricted cash as of September 30, 2026 and December 31, 2025 included $53 million and $62 million, respectively, representing cash collateral supporting the Company’s undiscounted actuarial workers’ compensation obligations with the New York State Workers’ Compensation Board ("NYS WCB"). Restricted cash also included $5 million and $7 million of security posted related to Brazilian legal contingencies as of September 30, 2026 and December 31, 2025, respectively.

NOTE 3: INVENTORIES, NET

NOTE 4: OTHER CURRENT ASSETS

(1)

Short-term investments relate to investment assets received by the Company as part of the settlement of the KRIP in November 2025. The investment assets are primarily hedge fund investments which are expected to be redeemed within one year and are valued using the net asset value ("NAV") per share expedient.

The Other component above consists of other miscellaneous current assets that, individually, were less than 5% of the total current assets component in the accompanying Consolidated Statement of Financial Position, and therefore have been aggregated in accordance with Regulation S-X.

NOTE 5: OTHER LONG-TERM LIABILITIES

(1)

Refer to Note 7, "Redeemable, Convertible Preferred Stock" for additional details and Note 20, "Financial Instruments" for valuation of this derivative.

The Other component above consists of other miscellaneous long-term liabilities that, individually, were less than 5% of the total liabilities component in the accompanying Consolidated Statement of Financial Position, and therefore have been aggregated in accordance with Regulation S-X.

NOTE 6: DEBT AND CREDIT FACILITIES

Term Loan Credit Agreement

On March 11, 2026, in connection with the Series B Preferred Stock Amendment (refer to Note 7, “Redeemable, Convertible Preferred Stock” for additional details on the Series B Preferred Stock Amendment), the Company and certain of its subsidiaries entered into the Fourth Amendment to the term loan credit agreement (the “Term Loan Amendment”), which amends the Company’s Amended and Restated Credit Agreement, dated as of June 30, 2023 (as amended, the “Term Loan Credit Agreement”) between the Company, certain of its subsidiaries, the lenders party thereto, and Alter Domus (US) LLC, as administrative agent. Under the Term Loan Credit Agreement, the term loan lenders provided the Company with a commitment to provide term loans in an aggregate principal amount of $450 million (the “Term Loans”). Certain holders of Series B Preferred Stock as well as funds under common management with holders of the Series B Preferred Stock are lenders under the Term Loan Credit Agreement.

The Term Loan Amendment required the Company to prepay an aggregate $50 million principal amount of Term Loans on or prior to March 18, 2026 and an additional $50 million principal amount of Term Loans on or prior to June 1, 2026, in each case, plus a prepayment premium equal toone percent.

On March 13, 2026, the Company paid $50 million of the outstanding principal amount of the Term Loans, $1 million in accrued uncapitalized interest and a prepayment premium equal toone percent of the principal amount paid. The Company recorded a loss on early extinguishment of debt of approximately $1 million during the first quarter of 2026.

On June 1, 2026, the Company entered into a Limited Waiver to the Term Loan Amendment which extended the due date of the June 1, 2026 term loan repayment to be payable on or before July 1, 2026.

On June 26, 2026, the Company paid$50 million of the outstanding principal amount of the Term Loans, $1 million in accrued uncapitalized interest and a prepayment premium equal toone percent of the principal amount paid. The Company recorded a loss on early extinguishment of debt of approximately $1 million during the second quarter of 2026.

NOTE 7: REDEEMABLE, CONVERTIBLE PREFERRED STOCK

Redeemable, convertible preferred stock was as follows:

4.0% Series B Preferred Stock

On February 25, 2021, the Company filed with the Department of Treasury of the State of New Jersey a Certificate of Amendment to the Second Amended and Restated Certificate of Incorporation of the Company (the “Series B Certificate of Designations”) which established the designation, number of shares, rights, preferences and limitations of the Company’s 4.0% Series B Convertible Preferred Stock, no par value (the “4.0% Series B Preferred Stock”), which became effective upon filing.

On February 26, 2021, the Company agreed to exchange one million shares of Series A Preferred Stock held by Southeastern Asset Management, Inc. (“Southeastern”) and Longleaf Partners Small-Cap Fund, C2W Partners Master Fund Limited and Deseret Mutual Pension Trust, which were investment funds managed by Southeastern at the time (such investment funds, collectively, the “Purchasers”), for shares of the Company’s 4.0% Series B Preferred Stock, on a one-for-one basis plus accrued and unpaid dividends. The fair value of the 4.0% Series B Preferred Stock at the time of issuance approximated $95 million. The Company classified the 4.0% Series B Preferred Stock as temporary equity in the Consolidated Statement of Financial Position.

Embedded Conversion Features

Kodak allocated $1 million of the fair value from the issuance of the 4.0% Series B Preferred Stock to a derivative liability based on the aggregate fair value of an embedded conversion feature on the date of issuance. The carrying value of the 4.0% Series B Preferred Stock at the time of issuance, $93 million ($95 million fair value of 4.0% Series B Preferred Stock on February 26, 2021 less $1 million allocated to the derivative liability and $1 million of transaction costs) was being accreted to the mandatory redemption amount using the effective interest method to Additional paid in capital in the Consolidated Statement of Financial Position as a deemed dividend from the date of issuance through the mandatory redemption date, May 28, 2026.

Dividend and Other Rights

Holders of 4.0% Series B Preferred Stock were entitled to cumulative dividends payable quarterly in cash at a rate of 4.0% per annum. If any shares of the 4.0% Series B Preferred Stock had not been converted prior to May 28, 2026, the Company was required to redeem such shares at $100 per share plus the amount of accrued and unpaid dividends.

Series B Preferred Stock Purchase

On December 5, 2025, certain funds affiliated with Kennedy Lewis (such funds, collectively, the “KL Funds”) purchased all outstanding shares of the 4.0% Series B Preferred Stock from the Purchasers or their successors in privately negotiated transactions.

Extinguishment of 4.0% Series B Preferred Stock

On March 11, 2026 (the “Amendment Date”), the Company filed with the Department of Treasury of the State of New Jersey a Certificate of Amendment to the Series B Certificate of Designations which amended certain terms of the Company’s 4.0% Series B Preferred Stock (the “Series B Preferred Stock Amendment”) and set forth the terms of the Company’s 6.0% Series BConvertible Preferred Stock, no par value(the “6.0% Series B Preferred Stock”).

The Company evaluated the amendment to the Series B Preferred Stock and determined that the 6.0% Series B Preferred Stock is substantially different from the 4.0% Series B Preferred Stock, primarily as a result of the embedded conversion option which is being accounted for separately as a derivative following the amendment. Accordingly, the Company accounted for the transaction as an extinguishment of the 4.0% Series B Preferred Stock and the issuance of a new 6.0% Series B Preferred Stock. The Company recognized a $2 million deemed dividend, recorded to Additional paid in capital in the Consolidated Statement of Financial Position, representing the excess of the fair value of the 6.0% Series B Preferred Stock over the carrying value of the 4.0% Series B Preferred Stock as of the Amendment Date.

6.0% Series B Preferred Stock

The total fair value of the 6.0% Series B Preferred Stock on the Amendment Date was approximately $102 million, of which $30 million was allocated to the embedded conversion options and recorded separately as a derivative liability (See “Embedded Conversion Features” section below for additional details). The remaining $72 million is being accreted to the mandatory redemption amount using the effective interest method to Additional paid in capital in the Consolidated Statement of Financial Position as a deemed dividend from the Amendment Date through the mandatory redemption date, June 11, 2029. The Company has classified the 6.0% Series B Preferred Stock as temporary equity in the Consolidated Statement of Financial Position.

Dividend and Other Rights

The 6.0% Series B Preferred Stock ranks senior to the Company's common stock, par value $.01 per share ("Common Stock") with respect to dividend rights and rights on liquidation, winding-up and dissolution. The 6.0% Series B Preferred Stock has a liquidation preference of $100 per share, and the holders of 6.0% Series B Preferred Stock are entitled to cumulative dividends payable quarterly in cash at a rate of 6.0% per annum. Holders of 6.0% Series B Preferred Stock will have certain limited special approval rights, including with respect to the issuance of pari passu or senior equity securities of the Company. The Series B Preferred Stock Amendment also includes certain limitations on the Company’s ability to incur certain debt for borrowed money without the consent of the holders of 66 2/3% of the outstanding 6.0% Series B Preferred Stock, provided that the Company would have the right to redeem the 6.0% Series B Preferred Stock in full for cash if such consent is not provided (subject to the terms set forth in the Series B Preferred Stock Amendment).

Redemption Features

If any shares of 6.0% Series B Preferred Stock have not been converted prior to June 11, 2029 (the “Mandatory Redemption Date”), the Company is required to redeem such shares at $100 per share plus the amount of accrued and unpaid dividends. As the Company concluded the 6.0% Series B Preferred Stock is considered more akin to a debt-type instrument, the redemption feature is considered to be clearly and closely related to the host contract and therefore was not required to be separated from the 6.0% Series B Preferred Stock.

Conversion Features

Each share of 6.0% Series B Preferred Stock is convertible, at the option of each holder at any time, into shares of Common Stock at the initial conversion rate of 10.00 shares of Common Stock for each share of 6.0% Series B Preferred Stock (equivalent to an initial conversion price of $10.00 per share of Common Stock). The initial conversion rate and the corresponding conversion price are subject to certain customary anti-dilution adjustments. If a holder elects to convert any shares of 6.0% Series B Preferred Stock during a specified period in connection with a fundamental change (as defined in the Series B Preferred Stock Amendment), such holder can elect to receive a make-whole premium, payable in additional shares of Common Stock, following the conversion of 6.0% Series B Preferred Stock into shares of Common Stock if a fundamental change has occurred. In each case, the holder will also be entitled to receive shares with respect to accumulated dividends. In addition, the Company will have the right to require holders to convert any shares of 6.0% Series B Preferred Stock in connection with certain reorganization events in which case the conversion rate will be adjusted, subject to certain limitations.

The Company has the right, subject to certain conditions, to cause the mandatory conversion of the 6.0% Series B Preferred Stock into shares of Common Stock in three tranches, each representingone-third of the 6.0% Series B Preferred Stock if the closing price of the Common Stock has for 45 trading days within a period of 60 consecutive trading days a) equaled or exceeded $14.50 after eighteen months from the Amendment Date, b) equaled or exceeded $15.50 after twenty four months from the Amendment Date and c) equaled or exceeded $16.50 after thirty months from the Amendment Date (in each case, the amount per share is subject to adjustment in the same manner as the conversion price).

Upon a voluntary or mandatory conversion of the 6.0% Series B Preferred Stock, to the extent the Company would otherwise be required to issue shares of Common Stock in excess of the number permitted without obtaining shareholder or regulatory approval, the Company is required to pay cash in lieu of issuing such excess shares. The cash payment is determined based on the market value of the Common Stock as of the applicable conversion date.

Embedded Conversion Features

The Company concluded the economic characteristics and risks of the embedded conversion features are not considered clearly and closely related to the 6.0% Series B Preferred Stock. Accordingly, these embedded conversion features were bifurcated from the 6.0% Series B Preferred Stock and separately accounted for on a combined basis as a single derivative liability. The Company allocated $30 million of the total fair value of the 6.0% Series B Preferred Stock to the derivative liability based on the aggregate fair value of the embedded conversion features as of the Amendment Date. The derivative is being accounted for at fair value with subsequent changes in the fair value being reported as part of Other charges, net in the Consolidated Statement of Operations.

The fair value of the embedded derivative as of September 30, 2026 was a liability of $43 million and is included in Other long-term liabilities in the accompanying Consolidated Statement of Financial Position. Refer to Note 20, “Financial Instruments” for information on the valuation of the derivative.

Beneficial Ownership Side Letter

On March 11, 2026, in connection with the Series B Preferred Stock Amendment, the Company entered into an amendment to an existing agreement (the “Side Letter”) with Kennedy Lewis Management LP and Kennedy Lewis Capital Partners Master Fund III LP, KLIM Delta HQC3 LP, Kennedy Lewis (EU) SPV LP and KLCP Co-Investment Opportunities III LP, (each, a “Fund”) which provides that no Fund shall have the right to convert any shares of 6.0% Series B Preferred Stock to the extent that after giving effect to such conversion, the Fund, together with the Fund’s Attribution Parties (as defined in the Side Letter), would collectively beneficially own a number of shares of Common Stock of the Company in excess of 4.99% of the number of shares of Common Stock outstanding (the “Beneficial Ownership Limitation”). The Funds may increase or decrease the Beneficial Ownership Limitation at any time upon not less than sixty-one (61) days’ prior written notice to the Company.

Investor Rights Agreement

On March 11, 2026, in connection with the Series B Preferred Stock Amendment, the Company entered into an Investor Rights Agreement (the “Series B Investor Rights Agreement”) with Kennedy Lewis Investment Management LLC (together with its affiliates and certain funds, accounts or clients managed, advised or sub-advised by Kennedy Lewis Investment Management LLC or its affiliates, “Kennedy Lewis”). Under the terms of the Series B Investor Rights Agreement, Kennedy Lewis is entitled to certain preemptive rights in connection with future issuances of the Company’s equity securities and the Company is entitled to rights of first refusal in connection with any proposed transfer by Kennedy Lewis of the Series B Preferred Stock, in each case, subject to customary terms and conditions. In addition, the Company has agreed to provide Kennedy Lewis with a reasonable opportunity to participate in future debt financings.

Registration Rights Agreement

On March 11, 2026, in connection with the Series B Preferred Stock Amendment, the Company entered into a Registration Rights Agreement (the “Series B Registration Rights Agreement”) with Kennedy Lewis. Under the terms of the Series B Registration Rights Agreement, Kennedy Lewis (i) is entitled to require the Company to register for resale the shares of Common Stock issuable upon conversion of the Series B Preferred Stock, along with other shares of Common Stock held by Kennedy Lewis, on a shelf registration statement and (ii) has certain demand rights with respect to takedowns from such shelf registration statement. The Series B Registration Rights Agreement includes customary terms and conditions, including certain customary indemnification obligations.

NOTE 8: LEASES

Income recognized on operating lease arrangements for thethree and nine months ended September 30, 2026 and 2025 is presented below. Income recognized for sales-type lease arrangements for the three and nine months ended September 30, 2026 was less than $1 million and $1 million, respectively. Income recognized for sales-type lease arrangements for the three and nine months ended September 30, 2025 was $1 million and $2 million, respectively.

NOTE 9: COMMITMENTS AND CONTINGENCIES

As of September 30, 2026, the Company had outstanding letters of credit of $19 million issued under the Amended and Restated L/C Facility Agreement, as well as bank guarantees and letters of credit of $2 million, surety bonds in the amount of $54 million, and restricted cash of $96 million, primarily related to cash collateral supporting the Company’s undiscounted actuarial workers’ compensation obligations with the NYS WCB, cash collateral to ensure payment of possible casualty and workers’ compensation claims, cash collateral supporting the outstanding letters of credit under the Amended and Restated L/C Facility Agreement, to ensure payment of possible legal contingencies, hedging activities, environmental liabilities, rental payments and to support various customs, tax and trade activities. The restricted cash is recorded in Other current assets and Restricted cash in the Consolidated Statement of Financial Position.

Kodak’s Brazilian operations are involved in various litigation matters in Brazil and have received or been the subject of numerous governmental assessments related to indirect and other taxes in various stages of litigation, as well as civil litigation and disputes associated with former employees and contract labor. The tax matters, which comprise the majority of the litigation matters, are primarily related to federal and state value-added taxes and income taxes. Kodak’s Brazilian operations are disputing these matters and intend to vigorously defend its position. Kodak routinely assesses all these matters as to the probability of ultimately incurring a liability in its Brazilian operations and records its best estimate of the ultimate loss in situations where it assesses the likelihood of loss as probable. As of September 30, 2026, Kodak’s Brazilian operations maintained accruals of less than $1 million for claims aggregating approximately $32 million inclusive of interest and penalties where appropriate. The unreserved portion of the indirect taxes, civil litigation and disputes involving former employees and contract labor claims, inclusive of any related interest and penalties, for which there was at least a reasonable possibility that a loss may be incurred, amounted to approximately $5 million.

In connection with assessments in Brazil, local regulations may require Kodak’s Brazilian operations to post security for a portion of the amounts in dispute. As of September 30, 2026, Kodak’s Brazilian operations have posted security composed of $5 million of pledged cash reported within Restricted cash in the Consolidated Statement of Financial Position. Generally, any encumbrances on the Brazilian assets would be removed to the extent the matter is resolved in favor of Kodak’s Brazilian operations. The matter securing the lien on the non-cash assets was resolved in favor of Kodak’s Brazilian operations on March 12, 2024. On September 29, 2025, the Notary Register Office confirmed the cancellation of a prior lien on Brazilian non-cash assets with a net book value of $41 million. A related enrollment with the Brazilian Internal Revenue Service of such assets is in the process of being removed but continues to encumber such assets.

In addition, Kodak is involved in various lawsuits, claims, investigations, remediations and proceedings, including, from time to time, commercial, customs, employment, environmental, tort and health and safety matters, which are being handled and defended in the ordinary course of business. Kodak is also subject, from time to time, to various assertions, claims, proceedings and requests for indemnification concerning intellectual property, including patent infringement suits involving technologies that are incorporated in a broad spectrum of Kodak’s products such as the terminated and ongoing patent infringement claims brought by FUJIFILM Corporation against Eastman Kodak Company (in the US) and its German subsidiaries (in Germany and the Unified Patent Court) alleging that certain of Kodak’s SONORA process free plates infringe four of FUJIFILM Corporation’s patents in the US, Germany and the UK. As a result of the outcome of litigation relating to the European claims, the German subsidiaries have no remaining exposure for damages with respect to three of the patents but, based on the outcome of one lawsuit in the Unified Patent Court, would be subject to infringement damages in Germany under the fourth patent if a different Kodak subsidiary is not successful in having the patent revoked in a pending parallel lawsuit. These matters, including the patent infringement claims where decisions have not become final, are in various stages of investigation and litigation and are being vigorously defended. Based on information currently available, Kodak does not believe that it is probable that the outcomes in these various matters, individually or collectively, will have a material adverse effect on its financial condition or results of operations. Litigation is inherently unpredictable, and judgments could be rendered or settlements entered that could adversely affect Kodak’s operating results or cash flows in a particular period. Kodak routinely assesses all of its litigation and threatened litigation as to the probability of ultimately incurring a liability and records its best estimate of the ultimate loss in situations where it assesses the likelihood of loss as probable.

NOTE 10: GUARANTEES

In accordance with the terms of a settlement agreement concerning certain of the Company’s historical environmental liabilities at Eastman Business Park, a more than 1,200-acre technology center and industrial complex in Rochester, New York, in the event the historical liabilities exceed $99 million, the Company will become liable for 50% of the portion above $99 million with no limitation to the maximum potential future payments. There is no liability recorded for this guarantee.

Extended Warranty Arrangements

Kodak offers its customers extended warranty arrangements that are generally one year but may range from three months tosix years after the original warranty period. The change in Kodak’s deferred revenue balance in relation to these extended warranty and maintenance arrangements from December 31, 2025 to September 30, 2026, which is reflected in Other current liabilities in the accompanying Consolidated Statement of Financial Position, was as follows:

NOTE 11: REVENUE

Disaggregation of Revenue

The following tables present revenue disaggregated by major product and geography:

Major Product:

(1)

Core products and services includes the Print segment and the Motion Picture and Industrial Film and Chemicals businesses within the Advanced Materials and Chemicals segment, excluding coating and product commercialization services (“Coating Services”).

(2)

Growth products consist of Coating Services, Analytical Services and Advanced Materials and Functional Printing within the Advanced Materials and Chemicals segment.

(3)

Other consists of Intellectual Property Licensing ("IP Licensing") within the Advanced Materials and Chemicals segment, Brand Licensing and Eastman Business Park.

Geography(1):

(1)

Sales are reported in the geographic area in which they originate.

Contract Balances

The timing of revenue recognition, billings and cash collections results in billed trade receivables, unbilled receivables (contract assets), and customer advances and deposits (contract liabilities) in the Consolidated Statement of Financial Position. The contract assets are transferred to trade receivables when the rights to consideration become unconditional. The amount recorded for contract assets at September 30, 2026 and December 31, 2025 was $8 million and $5 million, respectively, and is reported in Other current assets in the Consolidated Statement of Financial Position. The contract liabilities primarily relate to brand licensing agreements, prepaid service contracts or upfront payments for certain equipment purchases. The amount recorded for contract liabilities in the Consolidated Statement of Financial Position at September 30, 2026 and December 31, 2025 was $87 million and $94 million, respectively, of which$40 million and$42 million, respectively, was reported in Other current liabilities and $47 million and $52 million, respectively, was reported in Other long-term liabilities.

Revenue recognized for the three and nine months ended September 30, 2026 and 2025 that was included in the contract liability balance at the beginning of the respective fiscal years was $11 million and $37 million, respectively, in 2026 and $9 million and $26 million, respectively in 2025 and primarily represented revenue from prepaid service contracts and equipment sales. Contract liabilities as of September 30, 2026 included $21 million and $28 million of cash payments received during thethree and nine months ended September 30, 2026, respectively. Contract liabilities as of September 30, 2025 included $21 million and $32 million of cash payments received during the three and nine months ended September 30, 2025, respectively.

Kodak does not disclose the value of unsatisfied performance obligations for contracts with an original expected length of one year or less or for which revenue is recognized at the amount to which Kodak has the right to invoice for services performed.

Performance obligations with an original expected length of greater than one year generally consist of deferred service contracts, operating leases and licensing arrangements. As of September 30, 2026, there was approximately $75 million of unrecognized revenue from unsatisfied performance obligations. Approximately 5% of the revenue from unsatisfied performance obligations is expected to be recognized in the remainder of 2026,20% in 2027,15% in 2028,10% in 2029 and 50%thereafter.

NOTE 12: OTHER OPERATING (INCOME) EXPENSE, NET

NOTE 13: OTHER CHARGES, NET

(1)

Refer to Note 20, "Financial Instruments" for information on the valuation of this derivative.

(2)

During the second quarter of 2025, Kodak recorded an impairment charge of $17 million related to its investment in Wildcat Discovery Technologies, Inc. (“Wildcat”) due to the strategic options and alternatives being contemplated by Wildcat. The fair value of Kodak’s investment in Wildcat was estimated using a probability weighted assessment of the various options being considered under a combination of market and income approaches (Level 3). With respect to an observable transaction for a similar investment that occurred in October 2025, Kodak recorded an additional impairment charge of $4 million related to its

investment in Wildcat during the third quarter of 2025. The fair value of Kodak's investment in Wildcat was estimated using a market approach (Level 3).

NOTE 14: INCOME TAXES

Kodak’s income tax provision and effective tax rate were as follows:

For the three and nine months ended September 30, 2026, the differ ence between Kodak’s effective tax rate and the U.S. statutory rate of 21.0% was primarily attributable to: (1) the movement of valuation allowances associated with changes in net deferred tax assets from current losses and earnings, (2) a provision associated with foreign withholding taxes on undistributed earnings and (3) the recognition of an uncertain tax provision related to German fiscal unity.

For the three and nine months ended September 30, 2025, the difference between Kodak’s effective tax rate and the U.S. statutory rate of 21.0% was primarily attributable to: (1) the jurisdictional mix of earnings; (2) the movement of valuation allowances associated with changes in net deferred tax assets from current earnings and losses and (3) a provision associated with foreign withholding taxes on undistributed earnings.

In December 2021, the Organisation for Economic Cooperation and Development (“OECD”) introduced Base Erosion and Profit Shifting (“BEPS”) Pillar 2 rules that impose a global minimum tax rate of 15%. Many participating countries enacted changes which took effect in 2024. After considering the applicable tax law changes in the Pillar 2 implementation, Kodak determined there was no material impact to its tax provision for the three and nine months ended September 30, 2026 and 2025.

In March 2026, the German Federal Fiscal Court (BFH) ruling (I R 37/22) confirmed that profit and loss transfer agreements ("PLTAs") must be actually and timely implemented to maintain a valid tax group in Germany, including the timely settlement of profit or loss compensation among entities within the group. Kodak evaluated the impact of this ruling on the tax positions of the entities in the Company's German tax group for the 2021–2025 periods and recorded an uncertain tax position of approximately $1 million related to the potential exposures arising from the ruling. The Company will continue to monitor developments and refine its assessment as additional information becomes available.

NOTE 15: RETIREMENT PLANS

Components of the net periodic benefit cost for all major U.S. and non-U.S. defined benefit pension plans are as follows:

(1) The special termination benefits were incurred as a result of Kodak’s restructuring actions and have been included in Restructuring costs and other in the Consolidated Statement of Operations for that period.

(2) The 2026 settlement gain related to the $10 million cash refund received from Metropolitan Tower Life Insurance Company discussed below. The 2025 settlement gain was the result of lump sum payments from KRIP and the transfer to the insurer of all obligations and responsibilities associated with an existing annuitized obligation.

On January 21, 2025, the Board of Directors of Kodak approved the termination of the Kodak Retirement Income Plan (“KRIP”), effective March 31, 2025, and no further benefits were accrued under KRIP following this date. In addition, the Board of Directors approved a defined benefit retirement plan (the “Kodak Cash Balance Plan”) as a replacement for KRIP which became effective on March 1, 2025 for new hires and on April 1, 2025 for then current employees. The benefits under the Kodak Cash Balance Plan are substantially the same as those under the cash balance feature of KRIP. On November 26, 2025, all pension obligations under KRIP were fully settled and the excess pension assets were reverted to the Company.

In September 2026, KRIP received a cash refund of approximately $10 million from Metropolitan Tower Life Insurance Company related to the premium true-up of the group annuity contract purchased in October 2025 as part of the KRIP settlement. Kodak recorded the $10 million refund as a settlement gain within Pension income in the Consolidated Statement of Operations. As a result of all KRIP pension obligations being fully settled, approximately $8 million of KRIP’s assets as of September 30, 2026 are not considered plan assets and were included in restricted cash reported in Other current assets on the accompanying Consolidated Statement of Financial Position.

NOTE 16: EARNINGS PER SHARE

Basic earnings per share are calculated using the weighted-average number of shares of Common stock outstanding during the period. Diluted earnings per share calculations include any dilutive effect of potential common shares. In periods with a net loss available to common shareholders, diluted earnings per share are calculated using weighted-average basic shares for that period, as utilizing diluted shares would be anti-dilutive to loss per share.

A reconciliation of the amounts used to calculate basic and diluted net income (loss) per share for thethree and nine months ended September 30, 2026 and 2025 follows:

As a result of the net loss available to common shareholders for the three and nine months ended September 30, 2025, Kodak calculated diluted earnings per share using weighted-average basic shares outstanding. If Kodak had reported income available to common shareholders for the three months ended September 30, 2025, the calculation of diluted earnings per share would have included the assumed vesting of 1.5 million unvested restricted stock units, the assumed exercise of 1.7 million stock options and the assumed conversion of 1.0 million shares of 4.0% Series B Preferred Stock. For the nine months ended September 30, 2025, the calculation of diluted earnings per share would have included the assumed vesting of 1.6 million unvested restricted stock units, the assumed exercise of 1.7 million stock options and the assumed conversion of 1.0 million shares of 4.0% Series B Preferred Stock.

The computation of diluted earnings per share for the three and nine months ended September 30, 2026 excluded the impact of (1) the assumed conversion of 0.1 million shares of 6.0% Series B Preferred Stockas permitted by the Beneficial Ownership Limitation and (2) the assumed exercise of 1.6 million outstanding employee stock options because the effects would have been anti-dilutive.

The computation of diluted earnings per share for the three and nine months ended September 30, 2025 excluded the impact of (1) the assumed conversion of 1.0 million shares of 4.0% Series B Preferred Stock and (2) the assumed exercise of 1.7 million outstanding employee stock options because the effects would have been anti-dilutive.

NOTE 17: SHAREHOLDERS’ EQUITY

The Company has 560 million shares of authorized stock, consisting of: (i)500 million shares of common stock, par value $0.01 per share and (ii)60 million shares of preferred stock, no par value, issuable in one or more series.

Common Stock

As of September 30, 2026 and December 31, 2025, there were 98.1 million and 97.4 million shares of common stock outstanding, respectively.

Preferred Stock

Series B Preferred stock issued and outstanding included 1.0 million shares of 6.0% Series B Preferred Stock at September 30, 2026 and 1.0 million shares of 4.0% Series B Preferred Stock at December 31, 2025.

Treasury Stock

Treasury stock consisted of approximately 3.4 million and 3.0 million shares as of September 30, 2026 and December 31, 2025, respectively.

Supplemental Resale Registration

On July 1, 2026 the Company filed a Registration Statement on Form S-3, which was declared effective on July 8, 2026, to register the resale of up to an additional 4,426,268 shares of the Company's common stock by GO EK Ventures IV, LLC and funds advised by Kennedy Lewis Management LP to perform its obligations under existing registration rights agreements. Of the shares covered by the registration statement,3,451,113 shares are currently issued and outstanding and 975,155 shares are issuable upon the conversion of a portion of the outstanding shares of 6% Series B Preferred stock. In conjunction with the filing of the registration statement, the Company filed a prospectus supplement associated with a previously existing effective registration statement to, among other updates, remove from the corresponding prospectus 5,031,489 shares of common stock that will not be sold pursuant to such previously existing registration statement.

NOTE 18: OTHER COMPREHENSIVE INCOME

The changes in Other comprehensive income by component were as follows:

(1)

Reclassified to Total Net Periodic Benefit Cost - refer to Note 15, "Retirement Plans".

NOTE 19: SEGMENT INFORMATION

Kodak hasthree reportable segments: Print, Advanced Materials and Chemicals and Brand. Kodak’s reportable segments are based on a combination of factors that the chief operating decision maker (“CODM”) uses to evaluate and manage the business operations, including but not limited to, Kodak’s organizational structure, customer base, markets, products and services and related technologies. Kodak does not aggregate operating segments. A description of Kodak’s reportable segments follows.

Print: The Print segment is comprised offour lines of business: the Prepress Solutions business, the PROSPER business, the Software business and the Electrophotographic Printing Solutions business.

Advanced Materials and Chemicals: The Advanced Materials and Chemicals segment is comprised offive lines of business: the Industrial Film and Chemicals business, the Motion Picture business, the Pharmaceuticals business, the Advanced Materials and Functional Printing business and the IP Licensing and Analytical Services business.

Brand: The Brand segment contains the brand licensing business.

The balance of Kodak’s continuing operations, which primarily represent the operations of Eastman Business Park ("EBP") and do not meet the criteria of a reportable segment, are reported in All Other Revenues and All Other Operational EBITDA.

The accounting policies of the segments are the same as those described in the summary of significant accounting policies in Note 1 included in the 2025 Form 10-K. There are no intersegment sales between the segments.

Kodak’s CODM is the Executive Chairman and Chief Executive Officer. Kodak’s segment measure of profit and loss is an adjusted earnings before interest, taxes, depreciation and amortization (“Operational EBITDA”). Operational EBITDA represents the consolidated income (loss) from operations excluding the provision for income taxes; non-service cost components of pension and other postemployment benefits (“OPEB”) income; depreciation and amortization expense; restructuring costs and other; stock-based compensation expense; consulting and other costs; idle costs; interest expense; loss on early extinguishment of debt; other operating income (expense), net and other charges, net.

The CODM uses Operational EBITDA in assessing segment performance and deciding how to allocate resources for each segment predominantly through the annual budget and forecasting process. The CODM evaluates Operational EBITDA budget-to-actual variances and changes in Operational EBITDA from prior periods when comparing the results of each segment with one another.

Segment financial information is shown below. Asset information by reportable segment is not disclosed below as this information is not regularly provided to or used by the CODM in assessing performance and allocating resources.

Segment Revenues, Operational EBITDA and Consolidated Income (Loss) from Continuing Operations Before Income Taxes

(1) The Consulting and other costsare professional services and internal costs associated with corporate strategic initiatives and litigation. Consulting and other costs included $1 million of income in both the nine months ended September 30, 2026 and 2025, representing insurance reimbursement of legal costs previously paid by the Company associated with investigations and litigation matters.

(2)

Consists of third-party costs such as security, maintenance and utilities required to maintain land and buildings in certain locations not used in any Kodak operations and the costs, net of any rental income received, of underutilized portions of certain properties.

(3)

As reported in the Consolidated Statement of Operations.

A reconciliation of reportable segment revenues to consolidated revenues follows:

Kodak decreased employee benefit reserves by approximately $4 million and $5 million in both the three and nine months ended September 30, 2026, respectively, due to a decrease in workers' compensation reserves driven by changes in discount rates. The decrease in reserves in the three months ended September 30, 2026 impacted gross profit by approximately $2 million and selling, general and administrative expenses (SG&A) by approximately $1 million. The decrease in reserves in the nine months ended September 30, 2026 impacted gross profit by approximately $3 million and SG&A by approximately $1 million.

Kodak decreased employee benefit reserves by approximately $1 million in the three months ended September 30, 2025 due to a decrease in workers' compensation reserves driven by changes in discount rates. The decrease in reserves in the three months ended September 30, 2025 impacted gross profit by approximately $1 million. There wasno change to employee benefit reserves in the nine months ended September 30, 2025.

Amortization and depreciation expense by segment are not included in the segment measure of profit and loss but are regularly provided to the CODM.

(1)Long-lived assets are comprised of property, plant and equipment, net.

(2)Of the total non-U.S. property, plant and equipment as of September 30, 2026, $41 million was located in Brazil. Of the total non-U.S. property, plant and equipment as of December 31, 2025, $39 million was located in Brazil.

NOTE 20: FINANCIAL INSTRUMENTS

Kodak, as a result of its global operating and financing activities, is exposed to changes in foreign currency exchange rates, commodity pricing and interest rates, which may adversely affect its results of operations and financial position. Kodak manages such exposures, in part, with derivative financial instruments. Foreign currency forward contracts are used to mitigate currency risk related to foreign currency denominated assets and liabilities, as well as forecasted foreign currency denominated intercompany assets.

Kodak’s exposure to changes in interest rates results from its investing and borrowing activities used to meet its liquidity needs. Kodak does not utilize financial instruments for trading or other speculative purposes.

Kodak’s foreign currency forward contracts are not designated as hedges and are marked to market through net income (loss) at the same time that the exposed assets and liabilities are re-measured through net income (loss) (both in Other charges, net in the Consolidated Statement of Operations). The notional amount of such contracts open at September 30, 2026 and December 31, 2025 was approximately $188 million and $224 million, respectively. The majority of the contracts of this type held by Kodak as of September 30, 2026 were denominated in Chinese renminbi and Japanese yen and as of December 31, 2025 were denominated in Chinese renminbi, Japanese yen and European euros.

The net effect of foreign currency forward contracts in the results of operations is shown in the following table:

Kodak hadno derivatives designated as hedging instruments for the three and nine months ended September 30, 2026 and 2025.

In the event of a default under any of the Company’s credit agreements, or a default under any derivative contract or similar obligation of Kodak, subject to certain minimum thresholds, the derivative counterparties would have the right, although not the obligation, to require immediate settlement of some or all open derivative contracts at their then-current fair value, but with liability positions netted against asset positions with the same counterparty.

Fair Value

Fair values of Kodak’s foreign currency forward contracts are determined using observable inputs (Level 2 fair value measurements) and are based on the present value of expected future cash flows (an income approach valuation technique) considering the risks involved and using discount rates appropriate for the duration of the contracts. The gross fair value of foreign currency forward contracts in an asset position are reported in Other current assets and the gross fair value of foreign currency forward contracts in a liability position are reported in Other current liabilities in the Consolidated Statement of Financial Position. The gross fair value of forward contracts in an asset position as of both September 30, 2026 and December 31, 2025 was less than $1 million. The gross fair value of foreign currency forward contracts in a liability position as of both September 30, 2026 and December 31, 2025 was less than $1 million.

The fair values of long-term debt (Level 2 fair value measurements) are determined by reference to quoted market prices of similar instruments, if available, or by pricing models based on the value of related cash flows discounted at current market interest rates.

The fair values of long-term borrowings were $95 million and $151 million at September 30, 2026 and December 31, 2025, respectively.

The carrying values of cash and cash equivalents, restricted cash and the current portion of long-term debt approximate their fair values at both September 30, 2026 and December 31, 2025.

Transfers between levels of the fair value hierarchy are recognized based on the actual date of the event or change in circumstances that caused the transfer. There were no transfers between levels of the fair value hierarchy during the three and nine months ended September 30, 2026.

As disclosed in Note 7, “Redeemable, Convertible Preferred Stock”, the embedded conversion options were bifurcated from the 6.0% Series B Preferred Stock and are accounted for on a combined basis as a single derivative liability. The fair value of these embedded conversion options is determined using significant unobservable inputs (Level 3 fair value measurements). The Company estimates the fair value of each embedded conversion option using a binomial lattice model, and the combined fair value is recorded as a derivative liability.

The following table presents the key inputs used in the determination of fair value for the embedded conversion options: